What Katie Did Next

In her first interview since marrying Tom Cruise, the actress discusses her new life.

It's been a heady two years for Katie Holmes. Here, she talks about Tom, marriage, and how new baby Suri has changed their lives. Now, as the actress is returning to work, get ready for even more surprises.

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The last tears Katie Holmes shed were ones of pure joy, says the newly minted bride, casting her mind back to the precise moment they fell. She and her father were standing together in Italy's Odescalchi Castle, about to make their way down the aisle. "He looked very handsome in his suit, and he said that I looked beautiful," she says. "It was one of the most special father-daughter moments of my life. Then the doors opened and I saw my future husband before me ... and I cried tears of joy and excitement."

And today? How does the new Mrs. Cruise feel? "I feel very lucky," she says, eyes sparkling. "I have a husband and children that I adore. I have a career that I really love. When I sit back and reflect, it's — wow! I am very grateful. Tom makes me feel like the most beautiful woman in the world and has since the day I met him. I love being with him. I love calling him husband."

It's early December in Los Angeles, just days since Katie disembarked from her honeymoon, scuba diving in the Maldives. "We enjoyed each other, enjoyed being newlyweds," she beams. Her face, completely devoid of makeup, is kissed a mellow nut brown. In person, she seems taller, and in sexy schoolmarm mufti — gray Bottega Veneta midcalf skirt and white button-up — she cuts a leaner, more sophisticated figure than the flashbulb-smile cutie we've become familiar with of late through the lenses of so many paparazzi. "I am a runner," Katie explains. "I have always loved to run, and it has now helped me lose the extra baby weight."

It's been two years since the young Batman Begins star, 28, met and fell in love with the acting, producing, speed-loving powerhouse that is Tom Cruise. On their fabled first date: "Here in Los Angeles, my first motorcycle ride ... to the beach. It was amazing and fast. I was in love from the moment that I shook his hand for the first time."

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If this gives pause for a smile, it is simply because Katie Holmes is the most fastidiously polite Hollywood actress I've ever spent an afternoon with. Ostensibly my guest today, she is the one fussing about my hotel suite, fetching fresh glasses of water and pouring tea (although it should perhaps be noted that your interviewer is seven months pregnant at the time of this encounter, a state of womanhood about which her subject waxes absolutely rhapsodic).

Peter Linbergh

"I felt so proud to be having a baby and so excited," Katie says of her own pregnancy with Suri (incidentally, a breeze; no morning sickness and no craving more offbeat than cupcakes). "And I felt closer to other women — to my sisters, to my mom. I felt empowered, like, 'I've given birth. I did it! There's nothing I can't handle.'"

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Sure, motherhood has changed her. "Being a mother and having a child really bring into sharp focus the value of life and the importance of creating a safe world. I appreciate more and more what other mothers go through every day and what my mom gave to me. I've really enjoyed this time that I have taken to be with Suri as well as the challenges of the first couple of months: feeding and pumping, learning to decipher what each cry means — is she hungry? is she tired? does she need a fresh diaper? — and figuring out how to really help her." But how has the arrival of Suri (who'll turn one April 18) changed the dynamic of her and Tom's relationship? "Toys, diapers, bottles, teething rings, and baby proofing have now become major topics of ? discussion right along with our work. Our relationship is so much richer, and of course we've learned to exist on much less sleep!"

Do she and Tom want to have another child? "Definitely," she smiles.

Either way, Suri will never be lonely. "We have many kids in our house," says Katie. (The Cruises divide their time between a busy family home in Los Angeles and a 400-acre ranch in Telluride, Colorado.) "We live with my sister-in-law, her two sons, my mother-in-law, and our kids [Isabella, 14, and Connor, 12, Cruise's adopted children with Nicole Kidman]. There's always something going on in the house, and I love it!"

I'm curious to know how it feels to become a stepmother at 28 to Isabella and Connor. "You know what, it's an honor," Katie replies seriously. "They're great kids. They're very special individuals who are going to knock this world apart. I love spending time with them."

Of course, as any celeb-tabloid reader will tell you, Katie has famously proved herself to be a very dutiful soccer stepmom. "We go to all the games to support the kids, but, selfishly, I love watching sports," she nods, laughing. "Our weekends are a blast. I love watching great athletes, and these kids are great athletes. My dad played basketball at Marquette University. My whole family is athletes, huge basketball players. I practically grew up in a gymnasium, and I feel very confident that I could take anyone on in a game of one on one!"

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Between the bliss of baby making and the exhilaration of her new extended family, there is, of course, the question of career. Katie made her film debut in Ang Lee's precise and poignant Watergate-era drama The Ice Storm at age 17. Her subsequent résumé (Go, Wonder Boys, The Gift, Pieces of April, Thank You for Smoking) reveals a history of deliberate envelope pushers. As she explains, her six-year, 128-episode stint on Dawson's Creek tended to demand a 14-, maybe 15-hour day, so any extracurricular activity had to be worth it.

Peter Linbergh

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Katie's circumstances may have changed, but the juggle is familiar. "I have a whole new set of responsibilities," she explains. "My work is very important to me. My family is very important to me. When I go to work, it will be the right thing, worth my time and worth my time away from my family."

All said, she is reading scripts again. "There have been a lot of great movies recently and a lot of really good female performances," Katie says. "I loved The Queen. I loved Helen Mirren; she's a friend of mine, and I thought she was really unbelievable. I loved The Devil Wears Prada. I thought that was great." She's fiercely respectful of Cate Blanchett ("always doing amazing pieces"), and she lights up when we discuss her friend Michelle Williams, fellow Dawson's Creek grad and happy new mommy. "She's glowing!" says Katie affectionately. "I'm really proud of her. It was a pleasure working with her every day for six years."

Inspirational femmes aside, can she imagine herself working on a film with her husband? "It'd be amazing. Are you kidding?" Katie replies. "He's the biggest movie star ever, and he's an unbelievable actor. It would just be a real honor."

"Katie is someone who is very talented, very deep, very creative and strong-minded. She wants to work, but her priority is her family, Tom and the kids, and I think that's very commendable. She's not going to rush into anything," says Victoria Beckham, who styled her friend for this story. Introduced by their husbands a year and a half ago, the pair surprisingly have much in common: world-famous spouses, a pronounced sense of family values, and a shameless mutual love of fashion. There was something quite delicious about witnessing Katie and Victoria in girlish cahoots this past fall at the Paris collections, where they picked out clothes for these pictures. "It was such great fun to spend time with Victoria in Paris. We don't get to see each other that often. What a great place to have a girls' weekend!"

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Katie plays it amusingly coy when I ask her if she ordered many pieces for herself in Paris. "Perhaps. I mean, one must look ahead, right?" she teases. "You cannot be unprepared for a season." She's more forthcoming about her everyday fashion favorites. A self-confessed shoe connoisseur ("What woman doesn't love shoes? I haven't met one yet"), she's tempted by spring's vertiginous platforms, although she admits the last pair of footwear she actually bought was a pair of scuba flippers. Fashion consciousness and the postpartum woman is ...? "Even more important," she laughs. "You need to have different items, you know, to distinguish the days!" The closet essential she couldn't live without? "A little black dress. I have a great Armani little black dress that I love. It's important to have that there in case of a date opportunity with your husband," she concludes in a positively Monroe-esque whisper.

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